DENVER – Heartland Financial USA, Inc. (NASDAQ:HTLF), a Delaware-based state commercial bank, announced that its stockholders have approved all proposals related to its planned merger with UMB Financial (NASDAQ:UMBF) Corporation (NASDAQ:UMBF), including the key proposal to adopt the Merger Agreement, at a special meeting held on Monday.
The approval moves Heartland Financial closer to completing the merger process, which was first announced on April 28, 2024. The transaction is set to result in Heartland Financial becoming a wholly owned subsidiary of UMB, followed by a second merger where Heartland will merge into UMB.
During the special meeting, stockholders also gave the nod to the advisory proposal on executive compensation in relation to the merger. Additionally, a proposal to adjourn or postpone the meeting, if necessary, to solicit more proxies was approved, although this measure did not come into play as the key merger proposal received sufficient votes for approval.
The voting results were as follows: the Merger Agreement received overwhelming support with 29,190,226 votes in favor, 323,729 against, and 108,489 abstentions. The executive compensation proposal saw 27,710,109 votes for, 1,738,826 against, and 173,509 abstentions. The adjournment proposal, if needed, was also passed with 27,690,856 votes for, 1,812,096 against, and 119,492 abstentions.
The completion of the merger is still subject to customary closing conditions, but with the stockholders' approval, a significant hurdle has been cleared. According to the press release statement, the merger is expected to enhance the combined companies' capabilities and reach.
The merger is a significant event for Heartland Financial, which has its principal executive offices in Denver, Colorado, and is incorporated in Delaware.
The information for this article is based on a press release statement and an 8-K filing with the U.S. Securities and Exchange Commission.
InvestingPro Insights
As Heartland Financial USA, Inc. (NASDAQ:HTLF) moves forward with its merger with UMB Financial Corporation, investors are keenly observing HTLF's financial health and market performance. According to InvestingPro data, Heartland Financial currently has a market capitalization of $2.1 billion and is trading at a price-to-earnings (P/E) ratio of 34.76. This valuation reflects a premium compared to the adjusted P/E ratio for the last twelve months as of Q2 2024, which stands at 27.36. Despite recent market fluctuations, Heartland has experienced a significant price uptick over the last six months, with a total return of 50.76%. Additionally, the company maintains a solid dividend yield of 2.44%, with the last dividend having an ex-date of May 10, 2024.
InvestingPro Tips highlight that Heartland Financial has maintained dividend payments for 29 consecutive years and has raised its dividend for 9 consecutive years, indicating a commitment to shareholder returns. Moreover, analysts have a positive outlook, with net income expected to grow this year and two analysts having revised their earnings upwards for the upcoming period. These insights, along with the fact that analysts predict the company will be profitable this year, could provide investors with confidence during the merger transition. For those looking for a deeper analysis, InvestingPro offers additional tips and metrics for Heartland Financial, which can be explored further at InvestingPro.
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